


Being 494

by Infie



Series: Being [1]
Category: Dark Angel
Genre: Canon Compliant, Episode Related, Gen, Mindfuck
Language: English
Status: Completed
Published: 2004-01-16
Updated: 2004-01-16
Packaged: 2017-12-15 03:39:15
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence, Major Character Death
Chapters: 1
Words: 7,304
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/844868
Author URL: https://archiveofourown.org/users/Infie/pseuds/Infie
Summary: <blockquote class="userstuff">
              <p>You thought you knew 494.</p><p>You didn't.</p>
            </blockquote>





	Being 494

**Author's Note:**

> Spoilers: Pollo Loco

* * *

**{Manticore, November 26, 2018}**

Lydecker stood over 494's limp body. He glared down at the transgenic assessingly. 494 was sprawled carelessly over his bunk in the isolation cell, staring sightlessly at the ceiling. A line of drool slid from the corner of his bruised and battered mouth. Sandoval waved his hand in front of the empty eyes. 

There was no reaction. 

Lydecker pursed his lips, bent, and swung his hand forcefully towards 494's face. He stopped at the last instant. 494 lay motionless. Lydecker straightened. 

"Who the hell was responsible for his questioning?" He demanded angrily. "There's nothing left here! He's barely got enough brain left to blink, for christ's sake!" 494 eyes closed slowly, then reopened to once again stare blankly at nothing, as if to prove his point. Sandoval gave his best innocent look from his position in the doorway. Lydecker jerked his head at the guards angrily. "Get him up." He ordered icily. "We have to see what we can salvage from... _this_." 

* * *

**{Manticore, January, 2019}**

"493 is your enemy." Images flashed across the screen faster than thought. A barcode flashed by, a photo of a young hazel-eyed man, the words _TRAITOR, KILL, DUTY, ENEMY_ , the barcode... The audible words repeated endlessly. 494 sat impassively in the reclined indoctrination chair, as the red laser imprinted ceaselessly. Lydecker watched him with a frown. 494 showed no sign of discomfort, barely twitched as the laser and the indoctrination tape did its work. 

Renfro came to stand behind him. "Well?" 

Lydecker gave a half-shrug. 

"Is he ready?" Renfro pressed. 

Lydecker turned to look at her and raised an eyebrow. "Sure." He said. "As ready as he'll ever be." 

"Good." She said. "Send him out tomorrow." 

* * *

**{Chicago, January, 2019}**

494 strode down the street, scanning the crowd closely. His target could be anywhere. He needed to stay alert. His eyes narrowed behind dark glasses. He'd been searching for three days so far, with no sign of his quarry. 

Yet. 

Failure was not in his genetic makeup. 

He caught a flash of movement out of the corner of his eye. A sandy-haired man was walking away from him, toward a nearby alley. 494 immediately veered off to follow him unobtrusively. Maybe he'd found him. 

As he reached the mouth of the alley he paused to surreptitiously check it out. The alley was empty, but a side service door to the adjecent upscale hotel was open ever so slightly. 494 pursed his lips, then gave a mental shrug and slipped through the doorway. He followed the beautifully appointed hallway as it led towards the lobby, footsteps silent on the heavy burgundy carpet. He took off his sunglasses in case he ran into a passing civilian. When the hallway ended at the lobby he stopped to scan the room first. 

It was empty. 

There was a fleeting movement to his left. Another hallway opened less than ten meters away, extending for perhaps three meters before turning 90 degrees to the right. Without hesitation he followed it. There was a door located just before the turn, slightly open. 494 paused, considering, then braced himself and swung the door open. 

An empty powder room. 

Damn. 

494 entered the bathroom, ran some cold water and splashed it against his face. Tiny droplets ran into his eyes and he blinked rapidly to clear them. He looked up, into the mirror. Cold hazel eyes stared back at him. It took him a moment to realize they weren't his. 

"Well, hello there." An icily amused voice sounded in his ear. "Don't _you_ look familiar?" 

* * *

Ben circled the slumped body. His... twin? clone? whatever... was tied securely to the frame of a heavy oak chair. He'd been unconscious for some time. Ben rubbed the edge of his hand. Perhaps he hadn't needed to hit him quite so hard, but he knew from experience that Manticore's products didn't go down easily. He sighed. 

Manticore. 

He never should have left. Everything was ordered, everything was easy. Sure, there was physical discomfort, and the constant stress of wondering about whether or not you were going to develop the shakes and end up dead... But now he knew he would have been fine. He'd left for nothing. He still wished he could go back... but he knew a one-way ticket when he saw one. And there was no question that if he went back to Manticore, he'd end up with that ticket punched. 

Likely by a .45 calibre bullet. 

Nope, there would be no going back. Damnit. 

The slumped figure in the chair moaned and shifted. Ben arched an eyebrow and stopped in front of him. His head lolled, his eyes opened slowly, then drooped shut. He groaned again, cracked open his eyelids again with visible effort. Ben watched with interest as the hazel eyes met his. He could tell the instant that his presence registered. His prisoner snapped into full awareness, and he lunged forward against his restraints. 

His double snarled, throwing his full body weight into fighting the leather straps holding him down. He was all but mindless in his fury. Ben frowned. This was hardly standard Manticore behaviour. His prisoner was practically frothing to get to him. His raging hazel eyes showed no signs of reason. He was muttering under his breath, and Ben concentrated to hear that he was saying, "493, kill, enemy, traitor, 493, 493, traitor..." over and over. 

Ben backed away, assessing the other man's reaction. As Ben withdrew, his prisoner calmed. As Ben slid out the door, he sagged against the restraints, giving every appearance of falling back into unconsciousness. Ben closed the door behind him, then leaned one shoulder negligently against the wall as he thought. He looked up, into a nearby mirror. He blinked, momentarily startled by his reflection. 

After a moment, he began to grin. 

* * *

**{Chicago, February, 2019}**

"Ok, buddy." Ben dropped into the leather seat with lithe grace, leaning forward and resting his elbows on his knees. He handed the proprietor a piece of paper with a precisely drawn set of lines on it. "I want you to fix this," he tapped the paper, "here." He tapped the back of his neck. 

The tattoo artist grunted, taking the paper from Ben's hand and scrutinizing it closely. He looked at Ben's barcode. "But.." 

"No questions," Ben cut him off. "Do it right, though. The last guy messed it up." 

The tattoo artist shrugged and picked up his needle. "Ok, pal, whatever you say. Money talks." 

"As long as you don't, we're fine." Ben heard the needle start to whirr and closed his eyes. The tiny fireant sting of the ink started to crawl across his neck. He fought back a shudder. 

He had tried to talk to his new aquisition several times. The guy seemed ok enough as long as he was alone, talking to his captor willingly as long as Ben stayed in the next room. He was practically an automaton, able to respond to commands, but rarely initiating a conversations. He took his captivity with a fatalistic passiveness that Ben found completely alien. But the mere sight of Ben sent him into a ravening fury. He would throw himself against his bonds in a replay of their first meeting, until Ben was forced to knock him out again just to keep him from hurting himself. 

He hadn't been sure what to do. His plan to return to Manticore had been taking shape for some time, but it required that Ben at least be able to talk to this guy in person. He'd checked out the guy's barcode. X5-494. His genetic clone, maybe even a twin. It had slowed him, made him reconsider. 

But in the end, he'd realized that this 494 guy was truly, irreparably broken. And Ben still needed a way to get through to him, so that they could talk. It was key to his success. 

The needle slipped a little, biting a bit more deeply into his skin, and Ben's breath hissed through his teeth. Letting anyone even see his code, let alone touch it, was difficult. He closed his eyes and waited for it to be over. 

Ben strode out of the tattoo parlour feeling relieved, and refreshed. The first step on his new path had been taken. Now it was time to find the rest of what he'd need. 

* * *

494 was sleeping when he returned to the apartment. Ben closed the door to the bedroom to help cover the small noises he would be making. There were several boxes to bring in, and Ben set up as silently as possible. 

When he was finished, a replica of one of the indoctrination seats stood in the living room, complete with red non-blinding laser and pulse modulator. It should do the job perfectly. He lifted a small duffle onto the chair from the floor and opened the zipper. Small cardboard boxes tumbled out onto the vinyl surface of the seat. He rummaged in the bag, withdrawing a plastic bundle of syringes. He started as a soft rattle from the spare bedroom signalled 494's rousal from sleep. 

He opened the door and stepped over to the bed where 494 lay blindfolded. "Hi," he said gently. He withdrew one of the syringes from its package, filled it with the necessary psychogenic and sedative cocktail that made indoctrination such an adventure. "You're going to feel a small pinch," he injected 494's shoulder. 494 accepted the shot impassively. Ben shook his head, released 494's restraints, and helped him to his feet. "Bathroom?" He asked. 494 nodded. 

Ben led him to the small bathroom and pushed him gently inside. a few minutes later, 494 opened the door. He'd removed his blindfold, and his pupils were already dilated with the effect of the drugs. His eyes widened as he saw Ben. Ben forestalled the inevitable ravening fit by the simple expedient of turning his back and presenting his barcode. 

"49...4?" His double sounded confused, his voice slurred. Ben swung back to face him. 

"Yes," he said. "Just like you." 

494's eyes narrowed in disorientation as the drugs took a deeper hold. "Like me?" He asked, swaying. 

"Yes." Ben nodded slowly, holding 494's eyes. "We're one." He led 494 over to the indoctrination chair, removing the box from the seat and clearing the space for 494 to sit down. "And we have some things to talk about." He turned on the laser, set himself in the place where the image screen would usually go. "Let me tell you about the High Place," he began. 

* * *

Ben stared down at the drug-dealing pimp grovelling in front of him with pitiless eyes. 494 was ready to progress to the next stage, ready to start spending some time outside, but there was one problem. The indoctrination was going great, except for 494's continuing insanity when it came to 493. He could not even see a reversed image of the barcode without completely losing his composure. Only the drugs were keeping him in line, and if he wasn't given a valid target soon, even the drugs wouldn't be enough. 

So, Ben had found him a target. If he needed to kill 493, then so be it. Ben would find him a 493 who needed killing. 

This particular scuzzball was a perfect candidate. He made his living from selling children to the equally sick bastards who hired him for his 'skills' in finding untouched flesh. If there was ever anyone who deserved to die horribly, this man was it. Hell, Ben would have gathered all of his customers together and fed them to 494 one by one if he'd had the time. For the most part he was a live and let live kinda guy, but people who would hurt kids definitely fell in the 'let die' category. 

He hadn't even fought when Ben had applied the tattoo to his neck, instead believing that begging and promising everything he could think of would save him. When he'd offered a "juicy fresh six year old" Ben had been hard pressed not to break his neck right then. 

Nope. There'd be no crying over this piece of shit. 

Ben lifted the snivelling worm onto his feet and shoved him out the door of the rented cabin. "Run," he said coldly, hatred in his voice. "Cause if I catch you, I'll kill you." 

The worm took off as fast as he could run. 

Ben watched him go, then turned and walked over to the door of the second bedroom. 494 was inside, free of drugs for the first time in two weeks. He was practically dancing with anticipation. "I have your target, 494." Ben gestured towards the open outer door. "493 is out there. Eliminate him." 

* * *

Step six. One step closer to home. 

Ben settled the needle more comfortably in his hand, flexing his fingers around the handle to loosen their stiffness. He checked the ink cup, poised the needle, prepared to begin. 

494 squirmed a little on the chair. Ben placed his free hand on his shoulder to steady them both. 494 stilled, head tilted forward. 

"Stay still," Ben told him firmly, starting the first line. "This needs to be perfect." 

* * *

**{Miami, March 2019}**

Ben stood over the body, shaking his head. 

This was getting out of hand. The two scumballs in Chicago and the first two walking worms he had selected in Miami were one thing. They'd deserved a hell of a lot worse than anything 494 could dish out. This, on the other hand... 

494 sat on a log nearby, wiping his bloody hands on the grass. He smiled faintly at the stains on his hands. It looked more like a grimace. 

Ben turned to look at him firmly. "What were you thinking? This wasn't your target." 

494 shrugged. "493 _is_ my target," he replied. "He wears the barcode, just like the others." 

Ben stared, then rolled the body with his foot. A newly-minted barcode gleamed with black malice on the dead man's neck. Ben's eyes slowly returned to 494's cold face. A tiny thrill of... something...raced through him. Misgivings, perhaps? 

"Come on," he said, pushing it aside. "We need to get out of here. They'll be coming." 

494 nodded and rose, tucking a white hankerchief into his pants pocket. 

"What's that?" Ben asked, already regretting mentioning it. 

"A gift for the Blue Lady," 494 replied, an unsettling fervour in his eyes. 

Ben blinked, then abruptly turned away and led the way out of the woods. 

* * *

Lydecker rose, wiping the sweat off his brow with the back of his wrist. He stared down at the day-old corpse. 

Sandoval stepped up beside him. "He's escalating." 

Lydecker pierced him with a glare. "You think?" 

Sandoval blinked at the ice in his tone, then glanced around. "What are we going to do?" 

"Catch him." Lydecker shrugged his jacket more comfortably across his shoulders, grimacing at the heat and stench. "493 was always unstable... He should have been eliminated much earlier." He shrugged again. "Live and learn." He gestured at his waiting team. "But first, we clean this up." 

* * *

**{New York, March 2019}**

"Tell me again about Rachel," Ben asked, watching the ceiling idly. 

494 started speaking automatically from his position on the couch, where he was watching a television show. "Rachel Berrisford was a part of my last mission before this." His voice changed, became softer. "I never knew..." He heaved a sigh. "I loved her, I blew her up." He sat up abruptly, glared at Ben with a new anger. "We've been over this. Why do you keep coming back to it?" 

Ben gave a half-shrug. "We're one, 494. I want to know everything." 

"Hmph." 

"Ok," Ben conceded, rolling from his back to a sitting position on the bed. "I've never been in love. I want to know what it's like." 

"Oh." 494 was silent for a long moment. Ben was starting to wonder how to get him talking again when he spoke. 

"They made a cover for me as a piano teacher, Simon Lehane. I spent a day learning the piano..." 

* * *

Ben stood alone at the window, his chest tight. He was running through the story in his head, over and over. He'd taken the time to look it up online, and the story had been reported in the Seattle papers. They hadn't, however, said what the fates of Berrisford or his daughter were, instead referring only to the attack. 

He lifted a hand to his face, surprised to find wetness there. He'd heard 494's account countless times, knowing that this was the key to understanding the role he would have to play, that _these_ were the defining moments in 494's life. This was what Manticore had struggled to eradicate with a passion that had driven his double into madness. 

Oh, he understood why. 494 had broken his cover, had interfered with the mission. That was a weakness that Manticore could not led slide. 

But he understood the other side, too. Understood it with a clarity that frightened him a little. As 494 had spoken all those times about Rachel and his love for her, Ben had found himself falling in love with her too. He concurred with 494's actions completely, with a passion he didn't know how to handle. Christ! Maybe he had more of 494's frailty in him than he'd thought. 

What did it matter anyway? He'd retained enough of his objectivity to know he wouldn't go hunting the girl up. It couldn't hurt to let himself be a little unreasonable here, right? He lifted his hand, watching the gold locket swing gently from side to side, glinting in the moonlight. He flipped it into his palm, folding it into his hand tightly. 

After all, if he was to be 494, albeit a sane one, he had to be 494 all the way. 

**{New York, March 2019}**

Ben shook his head in dismay as he rose to his feet. His hands shook faintly as he brushed dirt from his pants. Damn. Maybe it was because of the prodding about Rachel, or maybe it was just the stress of the drugs and, well, everything... But this was starting to freak him out. 494's recreational activities were beginning to resemble that long ago day with an eerie accuracy. He shuddered as he caught sight of the body's ruined mouth. He couldn't stand even thinking about people touching his teeth anymore. He'd never see a dentist again. 

Perhaps it was just about time to get this show on the road. 

He turned his back on the bloody mess and frowned. He didn't feel ready yet, though. There were still some gaps in his knowledge, and he couldn't quite visualize everything clearly enough to really _be_ 494\. He risked a glance over his shoulder. On the other hand, he really couldn't wait much longer, either. 494 seemed on the edge of a meltdown; likely a big, bloody one. 

A movement caught his attention on his left, and instinctively he melted back into the brush. The sound of heavily booted feet crunching dried leaves and twigs came closer. Ben frowned. The footsteps sounded purposeful. Too purposeful. These people knew where they were going. He receded further into the underbrush, dropped to his stomach, wriggled lower into the leaves. 

A branch snapped less than a meter from his nose as a heavy black boot crashed down. Ben fought back the urge to wince and instead stayed absolutely still. His eyes widened as he realized who was striding so confidently through Central Park. 

Lydecker. 

Holy shit. 

The sudden intense churning in his gut told him better than any reasoning would ever do that he was not yet ready. He took a deep, shuddering breath, fighting with his whole body to stay silent. The boot steps didn't pause until they reached the body. 

"Jesus Christ, Deck." An unfamiliar man said a little breathlessly. "Look at this guy." 

Ben shifted to see the speaker. A short fellow, a moon face and an all but bald head. The name clicked in his head. _Sandoval._ His distaste for the man was immediate and overwhelming. 

"He's getting more precise with each kill," Lydecker said clinically. "His recall is perfect." 

"Great." Sandoval turned away from the body, looking a little green around the gills. "Glad to hear your boy is improving." 

Lydecker glanced around quickly, then waved his cleanup unit forward. They surrounded the body and began to assess and eliminate all traces of violence from the scene. Ben grimaced. That was going to take a while with this one. Quickly and silently he edged his way backwards on his belly until he could no longer see any glimpse of Lydecker or his men. Then he stood and rapidly left the area. 

They needed to get out of here, before Lydecker got any closer. And this time he wanted to put a little more space between them and their pursuers. Evidently just half the continent wasn't enough. 

Ben frowned as he exited the Park and turned left towards the latest motel. His reaction to seeing Lydecker again had been unexpected. It was like some part of him was still racing through the woods that long ago night, dreading the sight of Lydecker because it would mean capture. It seemed that his gut hadn't yet caught up with his brain, which now knew that he would have been better off if he had been caught. He sighed. It was inconvenient, but he was sure he could get over it, given a little more time. 

A small travel agency caught his eye as he passed and he grinned. He took out his cell phone and dialled the number from the window. "Hi," he said pleasantly as the operator for the agency answered. "I need two train tickets." He paused, thinking. "To.... Seattle." 

Yeah. Seattle was far enough away. 

* * *

**_{Seattle, April 2019}_**

Ben stood outside the church and grimaced. The bundle of cloth dangling from his hand was from his first stop of the day; a church six blocks over. He hadn't been able to bring himself to stuff it in his pocket. His transgenic hearing made it worse as the faint clink of rattling kept tickling the edges of his senses. Retrieving the teeth was the worst part of this whole thing. 

It just was not getting any easier as time went on. 494 was becoming more unstable by the day; Ben had been reduced to drugging him and locking him in his room to try and contain him. Unfortunately 494 still had all the benefits of his transgenic heritage, and the drugs were being shrugged off more and more quickly. Ben stared at the carved wooden door in front of him and supressed a shudder. This would be the second time this week he'd have to go into one of these churches... it was making his teeth hurt just to think about the specifics of why. He wriggled his jaw in an effort to get the phantom sensation to pass. It refused. 

He gave a mental shrug, took a deep breath, opened the door, and strode into the church. He had to concentrate, to force himself to put one foot in front of the other and approach the altar. At least, that was his excuse later for not properly assessing the people in the church before entering so openly. He reached the altar and stared up at the Virgin Mary. Of course he had learned about her properly after leaving Manticore, and his disillusionment had been painful. 

Not as painful as looking into 494's eyes and seeing them burn with the same fervour that had once encompassed him, like looking into some distorted mirror. One that showed him a young Ben all grown up, without the balance he had gained at such costs... A what may have been that was terrifying to consider. He felt a now familiar bolt of guilt, but consoled himself with the equally familiar refrain that 494 had been irreparably damaged before Ben ever arrived on the scene. It may have been a platitude... but it was still true. And, if nothing else, he was a soldier. Soldiers did what had to be done to accomplish their objectives. He steeled himself to take the teeth. 

A scuffing noise behind him alerted him to another presence, and its nearness had him whirling in place. A petite, dark haired beauty faced him. Her face was grave, and she looked tired, drawn. Maybe even a little sad. He knew her instantly. Her lips formed his name. 

"Max," he said softly, lips curling into a smile of their own volition as a frisson of pleasure at seeing her again went through him. Damn, she looked good. 

"Ben, why are you doing this?" She asked bluntly, quietly. 

He felt his face freeze with shock as he processed her words. She knew... she was here because of the body. The barcode. The teeth. The implications chased themselves through his head, until only one phrase remained. _This is it._

His features hardened with resolve, and the bundle in his hand seemed to mock him with its weight. He approached her slowly, a leashed menace in each step. He saw her tremble a little, and stopped just within her personal space. He stared into her eyes intently. 

"You know why," he said in an intense, dark voice, just shy of accusation. 

Deep in her eyes, he saw it. She recoiled. More importantly, she believed. 

He tilted his head, making sure she got the point. Also to give himself another moment to drink her in. Too long... too long and much too late. 

He sprinted around her and out the door. 

He reached the motel in record time, barely bothering to keep within human speeds. His hands were fumbling for the key when he realized that the door to their room stood a little open. He eased it the rest of the way, already knowing what he would find. 

494 was gone. 

* * *

The priest had been a surprise. 

It had been several hours later when 494 appeared in the motel room. Ben had grabbed him as he came in the door. The syringe was in and the plunger depressed before 494 had a chance to even see Ben coming. 494 had staggered against the doorframe. 

"What the hell," he said, hand raising to the puncture site instinctively. 

"Hey," Ben answered, backing away. He watched carefully. Within seconds, 494's pupils had dilated and his breathing altered. A smile crossed his face, softening it and making him look young and innocent. 

"Come on, brother." Ben had taken 494's arm and led him from the room, back towards the warehouse they had been using as 494's latest indoctrination station. "Let's go see what you've caught us this time." 

Now he stood and stared down at the priest's unconscious form. Damn. He would rather 494 had picked someone evil, someone who deserved their fate. Not this fellow, with his tidy clothes and kind face. And... Ben stared. And his fresh tattoo. Damn, 494 was moving faster and faster each time. He steeled himself. Either way, this guy was an ordinary who stood in the way of his mission. A good soldier would keep that in mind and not give in to compassion. 

He shot a glance at 494, sitting in one of the two rooms. 494 was sleeping, a blissful look on his face. Ben shook his head and stepped away from the priest. 

He needed a little time to think all of this through; to come up with a plan. Max was the key, of course... he just needed to work out the details. He needed somewhere he could be alone for a bit. Somewhere he could think. 

Somewhere high. 

He nodded to himself, closing the door on 494 and locking it quickly. He knew exactly where to go. 

* * *

The Space Needle was everything he'd hoped. He stared out over the edge, enjoying the sense of height and power. It pushed him into a state of focus, renewed him. The night breeze whispered around him, the air buoying him, making him feel light. The full moon shone down on him with a savage brilliance, delineating everything in silver and black. He hoped that it could help him be as black and white in his thoughts. 

The priest was an innocent. There was no question for him about that. But he could be a necessary casualty. Every soldier knew that sometimes good people died to further an objective. 

He pursed his lips, shook his head. Not this one, though. He's seen the priest before, knew his goodness. He couldn't give him up to 494's obsession, not even to further his own. But that didn't mean he couldn't be _risked_ a little... 

He took a deep breath, smiled, and headed back inside. 

Max was on him before he even realized she was there. She tumbled him to the ground, handcuffed him to a pipe. He felt a flash of admiration for her speed and power. He had missed being around his own kind. 

"The priest. Where is he?" She shouted down at him. "Tell me! It's over." 

Ben felt a flash of amusement. "Is it? What, are you going to call the police, now?" Her eyes betrayed her. "I didn't think so." He glanced at the cuffs, tested their strength. "Exposure for all of us." 

Max glared. "I could turn you over to Lydecker." 

Ben fought back a laugh, made his words come out flavoured with irritation. "You wouldn't do that, would you? Your own brother?" 

"Bet he'd love to figure out what the hell went wrong with you," Max shot back. 

"Nothing went wrong with me!" Ben retorted with a a flare of anger, his often-denied guilt over 494 stabbing him unexpectedly deeply. "I'm doing what I was made to do, what we were taught to do!" _Identify the objective, obtain the objective..._

"Hunt people down to perform amateur dental surgery? I must've missed that class." Sarcasm had always been one of Max's specialties, but the content brought him back to the point at hand. That and the reflexive jolt of phantom tingles at the mention of teeth. _And, er.. focus on the objective._

"You see to know quite a lot about what I've been up to," Ben said slowly, mind racing as he calculated the probabilities, worked the potentials outcomes. The timeframe was earlier than he had planned for, but... 

"Where's Destry?" Max demanded. 

The priest. Yes, this could work. _Play the part right, Ben._

"Not that I mind," he said as if she hadn't spoken. "You're one of the few people who could possibly understand." He had spent a lot of time thinking about 494, about how easily it could have been him. And he had spent the last four months with the man. Ben pulled the details of 494's madness around him like an old coat falling into place. 

"That's where you're wrong. I don't understand." 

_Yeah, right._ "Come on, Maxie! Don't tell me you've forgotten that day." 

Max's eyes shuttered, her face closed. "Believe me, I've tried." 

"But you can't, can you?" The intensity of his own voice surprised him. "And you want to know why? Because it was the most exhilarating day of your life." _Come on, Maxie... **Believe**._ "For one brief moment, you were what you were meant to be... a predator." He watched the emotions chase themselves across Max's face, gauging her response. "What's the matter, Maxie? You afraid to remember?" 

"I don't want to remember." She replied flatly. 

Her distaste irritated him. What was so wrong with being who they were? They were the sum of their memories, after all. It was learning from them that was the point. "Why? Because it scares you?" He fought the annoyance down, returned to that day in his own head. "I think we even scared Lydecker that day," he said. He thought of the prisoner Lydecker had given them to hunt. "I remember watching him run off into the woods. How long it seemed for Lydecker to count down the seconds." Ben bared his teeth in a bitter smile. "He never had a chance." He bit his lip, regret flashing through him as he brought his eyes up to meet Max's. "Don't tell me you don't wake up with the sound of your heart pounding in your ears." _The sound of that man's screams ringing in your head..._

"Shut up." Max's mouth twisted. She was caught in the grip of the memory, of all the terrible pleasure they'd taken in destroying that life. 

He remembered young Max, blood splattered across her lips. "Or the taste of blood in your mouth." 

"Shut up!" 

"You're like a wolf in sheep's clothing, Max! You're hiding your instincts, every minute of every day, so no one will know what you really are." He lowered his voice. "A soldier... a hunter... a killer." 

"Shut up!" Max backhanded him. 

_Got you._ Ben touched his lip, looked at the blood. "See? What'd I tell you?" His grin pulled at the new wound. Max shoved him back onto the ground and strode away, fighting for control. Ben drew his legs up, pushing himself into a sitting position. He watched her closely, taking the opportunity to regain his own composure and to pull his persona more closely around him. _What's my motivation?_ He laughed silently at himself. 

Max spun on her heel. "The barcodes," she asked, sounding almost normal. "Why the barcodes?" 

"They're soldiers. Worthy opponents." Ben replied offhandedly. _Bastards who deserved to die._

"But you're not just giving them any barcode. You're giving them yours." 

Ben couldn't help it, he gave her an answer he knew would drive her crazy. "War is art, remember?" He said, fighting back a grin and giving her an innocent look. "So what if I sign my work?" 

"No," Max replied, taking him seriously. "It's more than that. You give them your barcode, then you hunt them down and kill them. Don't you get it? You're killing yourself over and over." 

Ben couldn't help it this time; he laughed out loud. She was so hooked. Interesting interpretation, though. 

"Do you hate yourself that much? Hate what you're doing that much?" Max continued doggedly. 

"I do it for her." Ben decided to cut to the chase. Might as well point her in the direction he wanted her to look now. 

"The Blue Lady?" Max was incredulous. "Come on, Ben! We made her up." 

Ben glared. "Don't say that, Max. Don't ever say that." 

"Normal kids had the tooth fairy. We had her." 

_We weren't anywhere near that normal, Max._ "She's real." 

"Then why didn't she protect us? Why didn't she protect Jack?" 

Ben thought rapidly. "Because we failed her." 

"Or Eva?" 

"Because we weren't strong enough." 

"Like hell we weren't. We got out, didn't we?" 

_Yeah. Idiots._ "I know what my mission is. I have faith in her." 

"Is that why you give her your victims' teeth? To make her heart stronger to fight the Nomlies?" Sarcastic Max again. A frisson ran through him at the mention of the teeth. It pissed him off. 

"Shut up." He retorted. _Oh yeah, great comeback._ Max saw it as a sign of weakness and jumped on it. 

"You're the Nomlie." 

The smile almost reached the surface. "No." 

"The genetic mistake." Max pressed her perceived advantage. 

_Play the part, Ben._ "No." 

"The monster in the basement." Max went for the kill. Ben gritted his teeth and looked away. Max stood and approached him, obviously trying to reach him. "Ben, you know what you're doing is wrong. Some part of you wants it to end." She crouched in front of him, trying to capture his eyes with hers. "So end it," she said softly. "Tell me where Destry is." She waited, but he said nothing. She tried again. "Your mission's over. You can't keep trying to recreate Manticore." 

Ben met her eyes. "We never should have left," he said honestly. "Everything made sense there." 

Max reached out and touched him gently. "No," she corrected. "Nothing made sense there." 

_Time to give in._ Ben choked a little, bringing up every painful memory he could think of to generate the emotion. To his surprise, the one that worked was Rachel. A tear ran down his face. "I'm a good soldier," he said thickly. "I try so hard." 

"Tell me where he is," Max said. 

Ben took a deep breath and nodded. "I can't tell you," he said. "But I'll show you." 

They reached the warehouse quickly. Ben hadn't struggled when Max insisted upon leaving him cuffed. He could get out of them quickly enough if he wanted to. She pushed him into the area they'd been using for training, looking around intently. He stopped. 

"Where is he?" She asked for what had to be the hundredth time. 

Ben fought the desire to roll his eyes and nodded at the door marking the priest's cell. Max pushed him and made a beeline for the door. He didn't resist the shove, instead allowing himself to fall onto his side. She needed to believe he was resigned to passivity. He looked at the words 494 had spraypainted on the wall, listening carefully. When he heard the door open, he acted. 

Max was framed in the doorway, taking in the sight of the priest. He gave her a gentle kick in the ass, shoving her into the room before jumping through the cuffs to get his hands in front of him. He grabbed the priest and yanked him out of the cell, slamming the door and locking it behind him. He gave a glance through the door to make sure that Max was ok, then turned back to the priest. Max was shouting through the door. Ben figured he had maybe 5 minutes before Max figured a way out. 

"Yes, father." He said, menace radiating from every inch. "By all means. Run." 

The priest was on his feet and out the door as fast as Ben had ever seen an ordinary run. He strode over to the second cell, trusting that the racket that Max was kicking up in her room would drown out the sound of him releasing 494. 494 was waiting by the door, eyes shining with anticipation. "Is it time?" He asked. 

Ben gave him a once-over and gestured for him to strip out of his shirt. At least they were both in the same kind of pants. 494 complied without question, shrugging into the shirt Ben offered him immediately. Ben gave him his jacket too. 494 put it on and stood at attention, waiting for the chase command with a smile on his face. 

"Max is here." Ben told him briefly. "She'll be after you." 

"I understand," said 494. 

"Don't hurt her," Ben instructed. "Unless she tries to hurt you." 

494's eyes met his. "Of course not. She's in our unit." 

Ben smiled. "Yes, she is." He stepped out of the way. "Go get him." 

494 blurred out the door. Ben followed at a more reasonable pace. 

He shadowed 494 into the woods as 494 tracked the fleeing priest. This could all still go to hell if 494 was able to catch and kill the priest before Max could interfere. He couldn't let that happen. 494 was very professional about hunting his quarry. The focus on his target was absolute. Ben could see his lips forming the words "493, enemy..." Ben faded further away, closer to the road. A noise caught his attention, pulled his attention to the road. A set of Humvees rumbled past towards the warehouse. Manticore! 

494 found the priest more quickly than Ben had expected. The priest had been hampered by the scatterings of rusted metal, leavings from the once happy times of the warehouse. 494 had not. He was on the priest in a flash, dropping him to the ground with a single well placed kick to the spine. Ben bit his lip. No Max yet. Shit, shit, shit. He was going to have to intervene. 494 lifted his foot to kick the priest, and Ben prepared to move. 

They heard her at the same time. Ben closed his eyes with relief. 494 lowered his foot to the priest's chest, pinning him to the ground. "You're just in time," 494 said. His madness shone in his eyes. "It seems his faith wasn't strong enough." 

Max clearly recognized it. "We can let him go... find someone better." 

494 discarded that idea immediately. "No," he said. "This is for you, Maxie. So you finally understand what I'm doing." 

"Run," Max shouted as she jumped to the attack. A kick caught 494 in the chest, knocking him to his back. Intelligently, the priest scrambled to his feet and ran. 

The fight was short and brutal. Even as 494 slammed Max against the tree and followed up with the kick, Ben could see how it was going to unfold. The noise of breaking bone whipcracked through the woods, and 494 staggered back, rolled onto his back, tried to get up. Max fell to her knees beside him. 

_Nonono._ Ben started forward. The sound of helicopters overhead stopped him in his tracks and drew 494 and Max's attention to the treetops. Manticore was closing in. Ben froze, undecided. 

"Don't leave me here. Don't let them take me," 494 gasped. Ben closed his eyes. This wasn't how it was supposed to happen. 

"I can't carry you," Max replied, still watching the sky. "We'd both get caught." 

"I know," 494 gritted. Max looked down at him, horror filling her face. Ben struggled with himself. 494 was supposed to get caught, damn it! Caught and thrown in prison, not die! 

"Ben, I can't." 

Ben started forward. Fuck his plan. 494 wasn't supposed to die. 

"Please." The raw plea in 494's voice stopped him again. "You know what they'll do to me. They'll put me down there with them... the Nomalies." His eyes were fastened on Max's face. "Please." 

Ben saw the instant Max decided. He stepped back, chest tight, as she asked, "Tell me about the Good Place." 

494 gave a grateful smile. Ben mouthed the words with him as he replied. "Where no one ever gets punished." 

"And no one gets yelled at." Max's voice was soft. 

"And nobody disappears." Ben closed his eyes. "And when you wake up in the morning, you can stay in bed as long as you..." Max broke his neck. 

Ben opened his eyes and looked at the sky, ignoring the twin tracks of wetness that trailed back down his cheekbones. He could hear Max's sobs over the sound of the helicopters. He focussed, trying to regain control, and hear faintly the sound of approaching Manticore soldiers. It brought him back to himself with a jarring rush. Max! 

Deliberately, Ben stepped on a dry stick. The sound brought Max's head up, and her eyes narrowed as she heard the oncoming soldiers. She rose, reluctantly releasing 494 to lay on the ground. She stared down at him a moment longer before blurring away through the trees. 

Ben stayed. It was only minutes later that Lydecker came through the trees and found 494's body. He stared down at his fallen soldier, then crouched and felt for a pulse. When he regained his feet a moment later, he looked older, drawn. 

Ben withdrew. 

**{Seattle, April 2019}**

Ben paced the length of the small motel room where he and 494 had been staying. It had been three days. Three days and no word from Manticore. 

The pager on his belt buzzed. 

494's pager. 

With shaking hands, Ben pulled the device off his belt and looked at the small LCD. It had only one word. 

"Recall." 

Ben grinned. It was time to go home. 

-30-

**Author's Note:**

> Totally plausible in canon. *shudder*


End file.
